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ARROW ELECTRONICS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Dollars in thousands except per share data)
57
The following table summarizes the allocation of the net consideration paid to the fair value of the assets
acquired and liabilities assumed for the Petsche acquisition:
Accounts receivable, net
$
32,208
Inventories 50,403
Prepaid expenses and other assets 661
Property, plant and equipment 2,831
Identifiable intangible assets 80,900
Cost in excess of net assets of companies acquired 19,048
Accounts payable (12,551)
Accrued expenses (3,383)
Other liabilities (53)
Cash consideration paid, net of cash acquired
$
170,064
The company allocated $26,300 of the purchase price to intangible assets relating to customer
relationships, with a useful life of 15 years, $52,000 to trade names with an indefinite useful life, and
$2,600 to other intangible assets (consisting of non-competition agreements and sales backlog), with
useful lives ranging from one to three years.
The cost in excess of net assets acquired related to the Petsche acquisition was recorded in the
company's global components business segment. Substantially all of the intangible assets related to the
Petsche acquisition are expected to be deductible for income tax purposes.
The following table summarizes the company's unaudited consolidated results of operations for 2009 and
2008 as well as the unaudited pro forma consolidated results of operations of the company, as though the
Petsche acquisition occurred on January 1:
For the Years Ended December 31,
2009 2008
As Reported Pro Forma As Reported Pro Forma
Sales $ 14,684,101 $ 14,867,421 $ 16,761,009 $ 16,977,405
Net income (loss) attributable to
shareholders 123,512 133,568 (613,739 ) (603,554)
Net income (loss) per share:
Basic $ 1.03 $ 1.11 $ (5.08 ) $ (5.00)
Diluted $ 1.03 $ 1.11 $ (5.08 ) $ (5.00)
The unaudited pro forma consolidated results of operations does not purport to be indicative of the results
obtained had the Petsche acquisition occurred as of the beginning of 2009 and 2008, or of those results
that may be obtained in the future. Additionally, the above table does not reflect any anticipated cost
savings or cross-selling opportunities expected to result from this acquisition.
2008
On June 2, 2008, the company acquired LOGIX S.A. ("LOGIX"), a subsidiary of Groupe OPEN for a
purchase price of $205,937, which included $15,508 of debt paid at closing, cash acquired of $3,647, and
acquisition costs. In addition, $46,663 in debt was assumed. LOGIX is a leading value-added distributor
of midrange servers, storage, and software to over 6,500 partners in 11 European countries. Total
LOGIX sales for 2008 were $583,866, of which $376,852 were included in the company's consolidated
results of operations from the date of acquisition.